LICENSE AND TERMS OF SERVICE AGREEMENT
Dear Fitz Bliss Customer:
The following License and Terms of Service ("TOS") is a legal agreement between you or the employer or other entity on whose behalf you are entering into this agreement ("you" or "Customer") and Fitz Bliss Digitals LLC (“Fitz Bliss”) and sets forth the rights and obligations with respect to any Content licensed by you. For clarity, if a user is acting in an employment capacity, the employer will be deemed the licensee for the purposes of the license.
Please revisit this TOS when you purchase any Content. Fitz Bliss reserves the right to modify the TOS at any time in its sole discretion. Prior to such changes becoming effective, Fitz Bliss will use reasonable efforts to notify you of any such change. Such notice may be made by email to the email address on file in your Fitz Bliss account, an announcement on the website, or by other means. Modifications to this TOS will only apply to prospective purchases. By licensing Content you agree to be bound to the TOS as modified.
THIS IS A SINGLE SEAT LICENSE AUTHORIZING ONE NATURAL PERSON TO LICENSE, DOWNLOAD AND USE CONTENT. NO OTHER PERSONS (INCLUDING EMPLOYEES, CO-WORKERS OR INDEPENDENT CONTRACTORS) MAY ACCESS YOUR ACCOUNT OR USE CONTENT LICENSED THROUGH YOUR ACCOUNT.
"Content" means all content available for purchase from Fitz Bliss, including Images, Designs, Merchandise, and other digital media art formats available for purchase to download or print. Content may be displayed as thumbnails or in other formats. “Designs” means clipart or other digital art, available for download in PDF or PNG file format. "Image(s)" means still photographs, vectors, drawings, graphics, and the like, available for download in PDF, PNG, or JPEG format. “Merchandise” means greeting cards, coloring pages, tumbler wraps, stickers, journal pages, and other end-use products available for download in PDF format.
"Print-on-demand" means Fitz Bliss Content that is used in made-to-order items via a third-party print-on-demand provider and intended for personal use only, not for commercial use or resale by you.
PART 1 – CONTENT LICENSE
1. Fitz Bliss hereby grants you a non-exclusive, non-transferable right to use, modify (except as expressly prohibited herein) and reproduce Content worldwide, in perpetuity, as expressly permitted by this license and subject to the limitations set forth herein:
1.1 This Content License grants you the right to use Designs:
a. For your own personal, non-commercial use (not for resale, distribution, or any commercial use of any kind) for things such as scrapbooking, home décor, and print-on-demand personal use items.
b. In wall art (and without requiring further creative or functional elements) for decorative purposes in a commercial space owned by you or your client, and not for sale.
c. Incorporated into items intended for sale or promotional distribution, provided that such items incorporate material creative or functional elements apart from the Image or Design and do not exceed 100 units.
d. Digitally for your or your client’s own use in websites, in online advertising, in social media, in mobile advertising, mobile "apps", or e-publications (e-books, e-magazines, blogs, etc.), in email marketing, and in online media (including on video-sharing services such as YouTube, Dailymotion, Vimeo, etc.).
1.2 This Content License grants you the right to use Images:
a. For your own personal, non-commercial use (e.g., desktop wallpapers, personal blog posts, social media posts, home decor).
b. Printed in physical form as part of product packaging and labeling, letterhead and business cards, reports, or point of sale advertising.
c. In wall art (and without requiring further creative or functional elements) for decorative purposes in a commercial space owned by you or your client, and not for sale.
d. For commercial use in:
Marketing materials (social media posts, website banners, brochures).
Branding (e.g., business cards, flyers, digital ads).
Up to 500 units of printed or digital products for sale (e.g., planners, invitations, templates).
e. Digitally for your or your client’s own use in websites, in online advertising, in social media, in mobile advertising, mobile "apps", or e-publications (e-books, e-magazines, blogs, etc.), in email marketing, and in online media (including on video-sharing services such as YouTube, Dailymotion, Vimeo, etc.).
1.3 This Content License grants you the right to use Merchandise:
a. For your own personal, non-commercial use (not for resale, distribution, digitally sharing, or any commercial use of any kind).
b. As printed, unaltered versions for educational purposes (e.g., classrooms, therapy, personal gifts).
1.4 Print-on-demand. This Content License grants you the right to use Designs or Images on a product you create using a third party print-on-demand service, provided the product is solely for personal use or for gifting.
2. RESTRICTIONS ON USE OF CONTENT
YOU MAY NOT:
2.1 Use Content other than as expressly provided herein.
2.2 Portray any person depicted in Content (a "Model") in a way that a reasonable person would find offensive, including but not limited to depicting a Model: a) in connection with pornography, "adult videos", adult entertainment venues, escort services, dating services, or the like; b) in connection with the advertisement or promotion of tobacco products; c) in a political context, such as the promotion, advertisement or endorsement of any party, candidate, or elected official, or in connection with any political policy or viewpoint; d) as suffering from, or medicating for, a physical or mental ailment; or e) engaging in immoral or criminal activities. Use any Content in a pornographic, defamatory, or deceptive context, or in a manner that could be considered libelous, obscene, or illegal.
2.3 Resell, redistribute, provide access to, share or transfer any Content except as specifically provided herein. For example and not by way of limitation, the foregoing prohibits displaying Content as, or as part of, a "gallery" of content through which third parties may search and select from such content.
2.4 Use Content in any manner that infringes upon any third party's trademark or other intellectual property, or would give rise to a claim of deceptive advertising or unfair competition.
2.5 Use any Content (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof.
2.6 Falsely represent, expressly or by way of reasonable implication, that any Content was created by you or a person other than Fitz Bliss.
3. CREDIT AND COPYRIGHT NOTICES
3.1 If and where commercially reasonable, the use of Images and Designs shall be accompanied by a credit to Fitz Bliss in substantially the following form:
"Used under license from fitzblissdigitals.com"
3.2 Credit attributions are not required in connection with any other use of Content unless another stock content provider is afforded credit in connection with the same use. In all cases the credit and attribution shall be of such size, color and prominence so as to be clearly and easily readable by the unaided eye.
PART 2 - WARRANTIES AND REPRESENTATIONS
Disclaimer of Warranties. The Content is provided "as is" without any representations or warranties of any kind, either express or implied. Fitz Bliss expressly disclaims all warranties, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of course of dealing or usage of trade. Fitz Bliss makes no representation or warranty that the Content will not infringe any copyright, trademark, or other intellectual property rights of any third party. Users acknowledge and agree that they assume all risks associated with the use of the Content, including but not limited to the risk of infringement of third-party rights. Fitz Bliss shall not be liable for any claims, damages, or losses arising from or related to the use of the Content, including any claims of copyright or other intellectual property infringement. Users are solely responsible for ensuring that their use of the Content complies with all applicable laws and regulations.
FITZ BLISS MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER OTHER THAN THOSE EXPRESSLY MADE IN THIS "WARRANTIES AND REPRESENTATIONS" SECTION.
PART 3 - INDEMNIFICATION AND LIABILITY
Fitz Bliss shall not be liable for any damages, costs or losses arising from: a) your use of Content, b) as a result of modifications made to the Content, or c) due to the context in which you use the Content.
Limit of Liability: Fitz Bliss’s total maximum aggregate obligation and liability (the "Limit of Liability") arising out of each Content license shall be limited to the amount paid by Customer to Fitz Bliss for the Image or Design.
You will indemnify and hold Fitz Bliss, its officers, employees, shareholders, directors, managers, members and suppliers, harmless against any damages or liability of any kind arising from any use of the Content other than the uses expressly permitted by this TOS. You further agree to indemnify Fitz Bliss for all costs and expenses that Fitz Bliss incurs in the event that you breach any of the terms of this or any other agreement with Fitz Bliss.
PART 4 - ADDITIONAL TERMS
Except when required by law, Fitz Bliss shall be under no obligation to issue refunds under any circumstances. All purchases and downloads are non-refundable. In the event that Fitz Bliss determines that you are entitled to a refund of all or part of the fees you paid, such refund shall be made using the payment method originally used by you to make your purchase.
The fees charged by Fitz Bliss are exclusive of taxes, and all such taxes, direct or indirect, shall be in addition to any fees related to the products you are buying. If Fitz Bliss is required to collect indirect and/or transactional taxes (such as sales tax, value-added tax, goods and services tax, et al) under the laws of your state or country of residence, you shall be liable for payment of any such indirect tax. Where Fitz Bliss or you are required to collect or remit direct or indirect taxes, you may be required to self-assess said tax under the applicable laws of your country of residence.
"Non-transferable" as used herein means that except as specifically provided in this TOS, you may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, Content or the right to use Content. You may however, make a one-time transfer of Content to a third party for the sole purpose of causing such third party to print and/or manufacture your goods incorporating Content subject to the terms and conditions herein. If you become aware that any social media website uses any Content in a manner that exceeds your license hereunder, you agree to remove all derivative works incorporating Content from such social media site, and to promptly notify Fitz Bliss of each such social media website's use. You agree to take all commercially reasonable steps to prevent third parties from duplicating any Content. If you become aware of any unauthorized duplication of any Content please email info@fitzblissdigitals.com.
Upon notice from Fitz Bliss or if you learn that any Content is subject to a threatened or actual claim of infringement, violation of another right, or any other claim for which Fitz Bliss may be liable, or if Fitz Bliss removes any Content due to perceived business risk as determined in Fitz Bliss's reasonable discretion and gives you notice of such removal, you will remove the Content from your computer systems and storage devices (electronic or physical) and, if possible, cease any future use of the removed Content at your own expense. Fitz Bliss shall provide you with comparable Content (which comparability will be determined by Fitz Bliss in its sole commercial judgment) free of charge, but subject to the terms and conditions of this TOS.
If you use any Content as part of work product created for or delivered to a client or customer, you will disclose the identities of such clients or customers to Fitz Bliss, upon Fitz Bliss’s reasonable request.
Arbitration.
a. Any controversy or claim arising out of or relating to this TOS, or the breach thereof, shall be settled by binding individual (not class) arbitration administered under the Commercial Arbitration Rules of the American Arbitration Association or of the International Centre for Dispute Resolution in effect on the date of the commencement of arbitration, rather than in court, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof or having jurisdiction over the relevant party or its assets. The place of arbitration shall be in Scott County, Kentucky. The language of the arbitration shall be English. There shall be one arbitrator to be mutually agreed by the parties. Each party shall bear its own costs in the arbitration. Both parties agree that the following claims are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court located in Scott County, Kentucky: (i) any claim related to actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) any claim seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack) (iii) any claim arising solely from Customer’s alleged failure to pay fees due to Fitz Bliss. This arbitration provision will survive termination of this TOS.
b. YOU AND FITZ BLISS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Fitz Bliss agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. You and Fitz Bliss acknowledge and agree that we are each waiving the right to a trial by jury as to all arbitrable disputes under this TOS.
c. If a court decides that applicable law precludes enforcement of any of the limitations in this Part 4, Section 6 as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court.
Neither party may assign this agreement, without the prior written approval of the other party, except that Fitz Bliss may assign this agreement to a subsidiary, the entity that results from a merger or other corporate reorganization involving Fitz Bliss, or an entity that acquires all or substantially all of Fitz Bliss’s assets or capital.
This TOS shall be construed neither against nor in favor of any party, but rather in accordance with the fair meaning of the language hereof. This TOS is governed by and shall be construed in accordance with the laws of Kentucky, without respect to its conflict of laws principles.
If you are entering into this TOS on behalf of your employer or other entity, you warrant and represent that you have the full right and authority to do so. In the event that you do not have such authority, you agree that you will be personally liable to Fitz Bliss for any breaches of the terms of this TOS.
If any individual term of this TOS is found to be invalid or unenforceable by any legal or regulatory body of competent jurisdiction, such finding will be limited solely to such invalid or unenforceable part, without affecting the remaining parts of such individual term, or any other part of this TOS, so that this TOS shall otherwise remain in full force and effect.
You expressly agree that any feedback provided to you by Fitz Bliss or its representatives regarding any questions you may have about this TOS or your use of Content licensed hereunder, is solely for the purpose of interpreting this TOS and is not legal advice. Fitz Bliss cannot render legal advice to you and expressly disclaims any liability of any kind related to any feedback provided by Fitz Bliss or its representatives.
It is expressly understood and agreed that this TOS is entered into solely for the mutual benefit of the parties herein and that no benefits, rights, duties, or obligations are intended by this TOS as to third parties.
In the event that you breach any of the terms of this or any other agreement with Fitz Bliss, Fitz Bliss shall have the right to terminate your account without further notice, in addition to Fitz Bliss's other rights at law and/or equity. Fitz Bliss shall be under no obligation to refund any fees paid by you in the event that your account is terminated by reason of a breach.
Except as expressly set forth in the applicable license and warranties sections herein, Fitz Bliss grants no rights and makes no further warranties.
Fitz Bliss's liability under any individual license purchased hereunder shall not exceed the "Limit of Liability" applicable to the license in effect at the time you know or should have known of the claim, and is without regard to the number of times the subject Content is licensed or used by you.
Except as specifically provided in Part 3 hereof, in no event, will Fitz Bliss's total aggregate liability to you or any third party claiming through you, arising out of or in connection with your use of or inability to use the Fitz Bliss websites and/or Content contained thereon (whether in contract, tort or otherwise) exceed the monetary amount actually received by Fitz Bliss from you for the applicable Content license.
Neither Fitz Bliss nor any of its officers, employees, managers, members, shareholders, directors or suppliers shall be liable to you or to any other person or entity for any general, punitive, special, indirect, consequential or incidental damages, or lost profits or any other damages, costs or losses arising out of your use of the Content, Fitz Bliss's breach of this agreement, or otherwise, even if Fitz Bliss has been advised of the possibility of such damages, costs or losses.
Except as expressly set forth in Part 2, all Content is provided "as is" without warranty of any kind, either express or implied, including, but not limited to the implied warranties of non-infringement, merchantability, or fitness for a particular purpose. Some Content may contain elements that require additional permissions if the Content is modified or used in a particular context. If you make such modification or use Content in such context, you are solely responsible for obtaining any additional permissions thereby required.
Fitz Bliss does not warrant that the Content, Fitz Bliss website, or other materials will meet your requirements or that use will be uninterrupted or error free. The entire risk as to the quality, performance and use of the Content is solely with you.
EFFECTIVE DATE: July 15, 2025